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From: lucifrix1@hotmail.com
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Subject: My Stepdaugher Misty grows up Part 3
Date: Wed, 29 Sep 2004 18:32:58 -0700
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===================

Part 3: Fast Learner!

That following week my head was in the clouds! I really 
felt young again. Even Misty seemed to be in better 
spirits. I would catch her staring at me, a wicked 
little smile on her face. I grew slightly paranoid with 
the thought that my wife would notice and suspect 
something. 

But if she did she made no mention of it.

After what seemed like an eternity Monday finally rolled 
around again. Misty was in her bedroom doing homework 
and I was watching TV when my wife left for the evening. 
As soon as her car was out of sight I went to my bedroom 
and changed into my bathrobe then headed down the hall 
to Misty's room. She was wearing a T-shirt and shorts 
and lying belly-down on her bed reading a schoolbook as 
I entered. My eyes soaked up the sight of her young 
athletic body and well toned legs as I sat next to her 
on the bed.

"Hi!" she said, without looking up from her book.

"Hi yourself!" I replied, "Are you learning anything?"

"Yeah, that I don't like school," she answered as she 
set the book down and reached up to rub her neck.

"You're not supposed to like it," I told her. "And 
that's not the best position to read in, either," I 
added as I pulled her long blonde hair to one side and 
began rubbing her neck for her.

"Mmmmmm, thank-you," she said, "That's just what I 
needed," and she let her head droop as I massaged it.

"Your muscles are all tight," I commented.

"I'm sore all over," she said, "From basketball 
practice."

"Well, then, let's see if I can help!" I offered and 
began rubbing her shoulders gently.

"Ooooh, yeah," she crooned, "But here, wait a second," 
she ordered.

Rolling over she sat up, pulled her T-shirt off and 
tossed it on the floor. Her bra quickly followed it, 
exposing her lovely, firm young breasts to my hungry 
gaze.

"There, now you can do a better job," she observed, 
rolling back over she lay flat on the bed, her smiling 
face towards me.

"I'll try my best!" I laughed and proceeded to give her 
bare back a thorough massage. The brief sight of her 
lovely tits and the feel of her soft skin was enough to 
cause my cock to stir.

"You have such soft, smooth skin," I noticed, "Your love 
of sports has made your young, shapely body firm, while 
enhancing the beautiful curves of your female form."

She had closed her eyes now, enjoying the back-rub as I 
worked my way down to her ass.

"You did say your whole body was sore, right?" I asked 
mockingly.

"Yes," she replied, nodding her head slightly.

"Okay, then!" I warned her, and grabbing her shorts with 
both hands, I pulled them and her panties down and off 
her legs.

"You have a lovely, sexy ass!" I complimented, and 
bending down I planted my lips on one cheek and kissed 
it affectionately. That made her giggle, so I leaned 
over and kissed the other cheek, getting a nose-full of 
the scent of her sweet snatch in the process!

"There! Don't ever say I never kissed your ass!" I 
joked, as I began massaging it slowly.

She had her eyes open now, watching me as I continued on 
to her firm thighs, then her calves and feet. The feel 
and smell of her soft, young body was erotic! My cock 
was hard by now, lifting the front of my robe and eager 
for attention! Taking my time I worked my way back up 
her legs to her beautiful, white ass.

"How does that feel?" I asked as I squeezed her smooth 
cheeks hungrily.

"Mmmmm, good!" she replied, "Looks like your enjoying it 
too!" she added, her gaze on the bulge in my robe.

"Do ya think?" I said, laughing, as I traced the crack 
of her ass with my fingers.

I kept squeezing and caressing her firm, sexy ass with 
one hand as I slipped the other between her thighs and 
began rubbing her hairless little slit. She grinned 
broadly at this touch and, to my delight, spread her 
legs allowing me easier access to her sweet snatch!

"Ooooo, I like that!" she whispered, goose bumps formed 
on her skin and she raised her hips slightly.

"And I enjoy doing it!" I told her.

I placed two fingers between her pussy lips and slowly 
pushed them into her tight wet cunt hole. She spread her 
legs some more and drew her knees up under her. With her 
ass in the air I began pumping in and out of her slowly.

"Damn! I love playing with your pussy!" I said, my 
fingers now slick with her moisture, making squishy 
noises as they plunged in and out.

"Feels sooo goood!" she moaned, then reaching over she 
untied my robe and opened it up. Wrapping her hand 
around my stiff cock, she squeezed it firmly and started 
to stroke it.

"And I like playing with your cock!" she added, "It's so 
smooth, yet hard, while these are soft and furry," she 
went on, as she took my balls in her fingers and fondled 
them.

"Oh, there you go, baby!" I groaned, "I love it when you 
play with my balls! Don't stop!"

"Mmmmm, okay!" she promised, smiling wickedly at me.

The sensation of her fondling my balls was incredible! I 
began pumping her pussy with more enthusiasm. The musky 
smell of her wet cunt soon filled the room. She began to 
whimper and wiggle her ass back and forth.

"Ooooh!Ooooh!" I heard, getting louder and louder.

"You like that, huh?" I asked, "You like it when I 
finger-fuck you, baby?"

"Oooooh yesss!" she replied.

Letting go of my balls she clinched her fists tightly. 
Her moaning got louder and juice ran down her thighs as 
I began slamming my fingers into her warm, wet cunt. 
This soon put her over the edge, as, with a loud gasp, 
her body shuddered and a flood of fluid flowed past my 
fingers.

I continued to pump her, though more slowly, as her body 
relaxed and settled back down onto the bed.

"Thank-you, I needed that," she admitted, "Now, what can 
I do for you?"

I smiled down at her and said, "Roll over and I'll show 
you!"

I stood up and took my robe off as she did so. Lying on 
her back her luscious tits rose and fell with each heavy 
breath. I propped her head with a pillow, crawled onto 
the bed and straddled her chest. Resting my balls 
between her breasts, I grabbed my cock and pointed it 
toward her mouth. My heart was pounding in anticipation!

"You know what I want!" I said in a husky voice.

Her eyes were wide as she put her arms around me and 
grabbed my ass in both 

hands. Clutching the headboard, I leaned forward, 
guiding my hard meat to her open mouth! Placing the head 
between her lips, I used my hips to shove my cock in. 
Grabbing the headboard with both hands, I began fucking 
her pretty face!

Her soft, moist tongue massaged my flesh and my balls 
bumped her chin with each inward thrust. The sight of my 
saliva coated shaft sliding in and out of her lips was 
exciting!

"Oh baby, that's nice!" I moaned, "You're getting good 
at this!"

In and out, slowly, in and out I fucked this thirteen-
year-old's face, the sensation was pure ecstasy! She 
suddenly reached around, grabbed my cock and pulled it 
out of her mouth. But before I could complain, she held 
it up and began licking my balls! Stroking my cock with 
her hand, she sucked my balls while caressing them with 
her tongue! This was an unexpected, but pleasant 
surprise! She was so gentle, the sensation was 
incredible! She was learning to be quite creative!

"Ooooh, yes! That's the spot, baby!" I told her, as her 
tongue licked the backside of my nut-sack, "You learn 
quick!" I added.

"Mmmm-huh," she mumbled.

"Tsk, tsk!" I scolded her, "Don't try to talk with your 
mouth full!" and I laughed.

She alternately licked my balls and sucked my cock for a 
few minutes. I closed my eyes and moaned quietly. A 
tingle in my balls warned me I couldn't take much more 
of this!

"This feels wonderful, sweetheart!" I praised her.

Leaning back I pulled my cock out of her mouth. It was 
slick with her saliva.

She licked her lips and asked, "Is something wrong?" she 
sounded disappointed.

"Not at all, sweetie!" I replied, "I just have other 
plans!"

"Oh, okay!" she smiled at me, understanding. 

Standing up I said, "Slide over and hang your head off 
the edge of the bed."

She did, and looked up at me with a puzzled expression 
on her face.

Leaning forward, I placed my hands on each side of her 
body as my cock pointed at her face.

"Take me into your mouth!" I ordered, "I'm going to 
throat fuck you!"

Nervously she reached for my cock. Grasping it lightly, 
she pulled it to her lips as I leaned into her. I thrust 
forward slowly, her lips parting as I entered her warm, 
wet mouth. Letting go of my cock, she wrapped her arms 
around me and grabbed the back of my thighs tightly. I 
couldn't see her face now, only her chin and lower lip 
as I slid into her mouth, stopping when my balls rested 
on her upturned nostrils. Pulling out till my cock head 
peeked out from under her lower lip, I pushed back in 
till my balls covered her nose again. The sensation was 
incredible! As I pumped her soft mouth repeatedly, I 
closely examined the naked body lying under me.

I could hear her take deep breaths each time I pulled 
back, uncovering her nostrils for a moment. Leaning 
forward I lowered my face until my mouth was over her 
beautiful, bare slit. Blowing gently, she spread her 
legs allowing me easy access to her hot little pussy. I 
obliged her invitation, licking up and down her 
sensitive slit slowly.

As I began more vigorous attention to her slit, sliding 
my tongue in between her cunt lips and sucking on her 
clit, my thrusts became more rapid and forceful. As I 
raped her mouth faster I could tell she was having 
trouble breathing. Unconcerned, I assaulted her wet 
pussy as my cock pumped her mouth deeply, pushing past 
her tonsils and entering her young throat.

Resting my body across hers, I grabbed the insides of 
her thighs and pulled her legs as wide apart as I could. 
Faster I pumped my cock in and out her mouth, my balls 
tightening, as I sucked and nibbled her cunt and clit. 
She made grunting noises as she tried to breathe and 
moan with her mouth full of hard cock. I couldn't hold 
out any longer, slamming into her face violently, as an 
intense orgasm began in my balls and spread throughout 
my body.

Clamping my mouth down onto her soaked snatch, I gave 
one more forceful thrust into her mouth as I began 
pumping my load directly into her throat.

She gagged violently, struggling for air, and went rigid 
as she flooded my mouth with the juices of her orgasm.

As the pleasure swept through me and began to fade, I 
pulled back from her head, allowing my cock to slide 
past her lips.

Swallowing some of her sweet fluid, I licked her one 
more time and raised up enough to look down to where my 
cock hung over her mouth. I watched her throat contract 
a few times as she swallowed my cum, then she gasp, 
inhaling deeply for the breath she had been denied.

We were both breathing hard and sweating profusely now 
as I said "Whew! 

That was great, baby! Unreal! I hope I didn't hurt you?"

"No" she finally croaked, "But I couldn't breathe for a 
while!"

"Sorry sweetheart" I apologized, "It felt soooo good I 
couldn't stop!"

As she caught her breath I added "I'll make it up to 
you, OK?"

Nodding her head slightly she cracked a weak smile.

"Trade places with me!" I ordered, and she got up as I 
lay down on the bed on my back.

Her hairless snatch was still drenched as she straddled 
my face. Grabbing her around the waist, I pulled her 
down onto my mouth. She held onto the headboard and 
closed her eyes as I began sucking and licking her hot, 
wet cunt. She tasted so good! She was moaning again as 
she rubbed her crotch back and forth over my mouth. When 
juice started flowing again I pulled her back off of my 
face. She looked down at me, disappointed.

"Don't fret!" I said, "We're not done yet!"

As I gently pushed her back I added, "You know what to 
do now, you've watched 

it often enough, haven't you?"

She got the idea! With an eager smile she slid down my 
body until my rock hard cock poked her in the ass.

"Oh, yeah!" she said, then, sitting up, she grasp my 
shaft and guided it to her cunt hole.

I ached for release as, slowly, she sat down on it! It 
was still a tight fit, though unlike the first time, she 
felt no discomfort. And she didn't stop until her ass 
settled onto my thighs!

"Mmmm, nice!" she whispered.

"Oh, yeah!" I agreed, "You have an incredible pussy!"

"And you have a nice cock!" she added.

The pleasure was unreal as she began slowly rocking up 
and down on my shaft. She closed her eyes and let her 
head droop forward, her long blonde hair hanging down 
around my face.

"Oh, god, that feels good!" I moaned, this felt better 
than last time, if that was possible!

Up and down her ass went, in and out my cock slid inside 
her sweet pussy! She 

kept a slow, steady rhythm, extending our pleasure for 
as long as possible. I wanted this fuck to last forever!

"You're in control, baby," I told her "You are fucking 
me this time! What do you think of that?"

She looked down at me and said "Oh? Then I'm going to 
fuck you good!" and again she closed her eyes.

Reaching up I began squeezing her perfect, white 
breasts, occasionally pinching the hard nipples gently. 
This caused her to bite her lower lip and begin moaning 
softly.

"Ooooo, yesss!" she whined, then started bouncing up and 
down on my cock, ever faster.

This wouldn't go on for much longer! Grabbing her around 
the waist I sat up and helped as she fucked me 
unmercifully. Catching one of her bouncing tits in my 
mouth, I sucked and nibbled on the nipple.

"Ooooh! Ooooh, yes!" she was grunting as I helped lift 
her up and slam her back down on my thighs. Clutching my 
head, she crushed my face to her chest.

Neither one of us spoke. Our bodies were slick with 
sweat. Her ass slapped loudly on my thighs. A flood of 
juice suddenly flowed down around my balls and over my 
asshole as she orgasmed violently. Already at the brink, 
this triggered a tremendous spasm in my loins as I 
pumped load after load into her hot tight cunt!

"Oh, god!" I groaned loudly as I bit down on her nipple. 
She just whimpered and hugged my head more tightly.

I pulled her down with me as I lay back and we hugged 
each other. Even after we settled down we used our hips 
to keep up a very slow stroke of my softening cock 
inside of her tight, creamy snatch. We were breathing 
heavily, she had sweat dripping off of her nose as she 
opened her eyes and smiled.

"Wow!" was all she managed to say.

"Yeah!" I agreed, "That was something else!"

Pulling her face down, I kissed her on the lips for the 
very first time. This made her blush brightly. Letting 
go of her, she sat up and tossed her hair back over her 
shoulders. I drank in the sight of her sweaty, young 
body as she continued to slowly rock up and down on my 
lap.

My balls felt pleasantly numb! This young woman really 
turned me on, and youth was on her side! Rolling her 
head back, she kept fucking my semi- hard cock slowly. 
And to my surprise, I began getting hard again!

"You want more, don't you?" I asked.

"Yes!" she said softly, "Again? Please?"

"Anything for you, sweetheart!" I offered.

Looking down, I saw my pubic hair was soaked with juice 
and cum. The sight and feel of my flesh sliding in and 
out of her hairless pussy was awesome! I was rock hard 
and ready to go in no time!

"Okay, I want you on your hands and knees right here," I 
ordered her, patting the bed next to me.

Reluctantly she crawled off of me, my cock making a 
sucking noise again as it slid out of her snatch. 
Stroking my slimy rod, I positioned myself behind her 
sexy little ass as she watched me intently. The sight of 
her cum drenched cunt and wet thighs was incredible! I 
never knew so much fluid could come from one little 
girl!

"Now, lower your head!" I commanded, "This time I'm 
going to fuck you, good and hard!

She giggled at that and wiggled her cute ass teasingly. 
Sticking my cock in her cunt hole, I grabbed her waist 
with both hands and quickly slammed my meat into her!

She whimpered loudly but said nothing. Her cunt already 
well lubricated, I wasted no time as I began ramming my 
cock in and out of her viciously. Her ass slapped loudly 
against my thighs with each thrust. My balls bumped her 
clit each time I sank my shaft into her.

"Oh, damn! Your cunt feels good, baby!" I groaned, "This 
is how I've been wanting to fuck you for a long, long 
time!"

"Fuck....me....good!" she gasped.

"I am, baby, I am!" I said.

Closing my eyes, I rolled my head back and enjoyed the 
euphoric sensation of fucking 

this beautiful young blonde! This felt so good I truly 
wished it would never end!

We were both so hot it didn't take long before juice 
poured freely from her snatch. Holding her tightly, I 
crammed my cock rapidly into her soaking wet cunt as our 
orgasms overwhelmed us! With one last violent thrust, I 
held my shaft deep inside her as I pumped load after 
load of cum into her. The feeling was sheer ecstasy! I 
thought my balls would explode! Sweating profusely and 
trying to catch our breath, we collapsed on the bed.

I was lightheaded as I lay on top of her, my cock still 
wedged deep inside her. I took her hand and squeezed it 
firmly.

"Wow!" I managed to croak, "Can I assume you enjoyed 
that as well as I did?"

She wouldn't or couldn't reply, but shook her head yes 
and squeezed my hand hard in answer. We laid there a few 
minutes while we caught our breath. We were so slick 
with bodily fluids that I actually slid off of her and 
the bed as I got up.

We were both a little shaky as I helped her stand up, 
then took her by the hand and led her down to the 
bathroom. We showered in silence, but the warm smile and 
constant stare she gave me spoke louder than words! 
After we dried each other off, she put her arms around 
me and gave me a crushing hug.

"Thank-you!" was all she said, then.

I hugged her back, stroking her long, wet hair and 
squeezing her ass firmly. 

"Thank-you, too!" I answered.

I crushed her warm, naked body to mine for a couple 
minutes, then gave her sweet ass one final squeeze as I 
let go of her. She reached up and kissed my cheek. I 
gave her a gentle spank as she left the bathroom. 
Following her shapely figure to her bedroom, I picked up 
and put on my robe.

"You'd better change the bed spread," I advised her, 
"And probably the sheets as well!"

"Okay!" she said, cheerfully.

"I know it's my fault, but if you haven't finished your 
homework," I told her, "You'd better do so before Mom 
gets home!"

"I will!" she replied.

I then went down to my bedroom and collapsed on the bed. 
My balls ached, but it actually was a pleasant ache! 
Thoroughly exhausted and sore, thoughts of this 
fantastic evening ran through my head as I drifted off 
to sleep.
    

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